Terms & Conditions

Welcome to contractif.ai, a service provided by Kephi LLC, a Delaware limited liability company (referred to herein as “Kephi,” “we,” “us,” or “our”). These Terms and Conditions (the “Terms”) govern your access to and use of the contractif.ai platform and all associated services (the “Service”). By registering for an account, accessing, browsing, or otherwise using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Service.

1. Definitions:

For the purposes of these Terms, the following terms shall have the meanings set forth below:

1.1 “Account” means the user account created to access and use the Service.

1.2 “Kephi LLC” or “we” or “us” or “our” means Kephi LLC, a Delaware limited liability company.

1.3 “Our Content” means the software, source code, object code, databases, functionality, website design, audio, video, text, photographs, graphics, user interfaces, the “look and feel” of the Service, and all other content provided by us in connection with the Service (excluding User Content).

1.4 “Our Marks” means the trademarks, service marks, and logos associated with contractif.ai.

1.5 “Plan” means the subscription tier and associated features and usage limits offered by Kephi LLC for the Service, as detailed on the Pricing Page.

1.6 “Service” means the contractif.ai platform and all associated services provided by Kephi LLC.

1.7 “Terms” means these Terms and Conditions.

1.8 “User Content” means the documents, information, data, and other content that you upload, submit, post, or otherwise make available through the Service.

1.9 “you” or “your” means the individual or entity accessing or using the Service.

2. Description of Service:

contractif.ai is a collaborative platform designed to facilitate the creation and management of contracts. Currently, the Service enables users to: (i) upload documents in Microsoft Word (.docx) and Adobe PDF (.pdf) formats; (ii) collaboratively edit documents using our integrated text editor; (iii) manage an approval workflow with defined user roles, including document owners, editors, reviewers, approvers, and signers; (iv) store, organize, and search their contracts within the platform; and (v) set reminders for important dates, with notifications delivered via calendar and email.

Please note that the following features are not available in the current version of contractif.ai but are under consideration for future development: contract templates, contract analysis (including the identification of key clauses, risks, or compliance issues), and version tracking/amendment management.

contractif.ai is a technology platform and does not provide legal advice. The Service is intended to streamline the process of creating and managing documents, but it should not be relied upon as a substitute for legal counsel. Users are solely responsible for ensuring that their contracts are legally sound and compliant with applicable laws.

3. User Accounts and Registration:

To access and use certain features of the Service, you are required to register for an account. When creating your account, you agree to provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of your account credentials, including your username and password, and for all activities that occur under your account. You agree to notify Kephi immediately of any unauthorized access to or use of your account or any other breach of security.  

You represent and warrant that you are of legal age in your jurisdiction to enter into these Terms and to use the Service. If you are using the Service on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and your agreement to these Terms will be treated as the organization’s agreement.  

You are solely responsible for any activity on your account and for ensuring that your use of the Service complies with these Terms. Kephi will not be liable for any loss or damage arising from your failure to comply with these obligations.

If you wish to terminate your account, you may do so through the account settings within the Service or by contacting us as specified in Section 15.

4. Fees and Payment:

Access to certain features of the Service requires you to pay fees as outlined on our pricing page at https://contractif.ai/pricing/. We offer subscription plans with different features and usage limits. By subscribing to a plan, you agree to pay the applicable annual fees, unless otherwise stated, in United States Dollars (USD), and any associated taxes.

Billing and Payment: Fees are billed on an annual basis, payable in advance for the entire subscription year. You agree to provide us with valid payment information and authorize us to charge the applicable annual fees to your chosen payment method. Unless otherwise stated, all fees are exclusive of any applicable taxes, which you will be responsible for paying.

Automatic Renewal: Your subscription will automatically renew for another year at the end of each annual billing cycle unless you cancel the renewal at least one (1) month prior to the end of the current billing cycle. You can manage your subscription and cancel automatic renewal through your account settings within the Service.

Changes to Fees: We reserve the right to change our fees at any time. We will provide you with reasonable prior notice of any changes to annual subscription fees. Your continued use of the Service after the fee change goes into effect constitutes your agreement to pay the new fee.

Refunds: Please note that all fees are non-refundable, except as may be required by applicable law. We do not offer refunds for any unused portion of your subscription period.

Free Trial: We may offer a free trial of the Service with a limited number of contracts allowed in your account. You are not required to provide payment information to begin the free trial. If you choose to upgrade to a paid subscription plan during or after the free trial, you will be responsible for paying the applicable fees for the chosen plan.

Overdue Payments: If your payment is overdue, we may suspend or terminate your access to the Service.

5. User Content:

You retain all rights to and ownership of the documents, information, data, and other content (“User Content”) that you upload, submit, post, or otherwise make available through the Service.

By uploading or creating User Content on contractif.ai, you grant to Kephi LLC a non-exclusive, worldwide, royalty-free license (with the right to sublicense) to access, use, host, store, reproduce, modify (solely for the purpose of formatting or displaying the content), process, transmit, distribute, and display your User Content as necessary to provide and improve the Service to you and other users in accordance with your account settings and these Terms. This license is solely for the purpose of operating the contractif.ai platform and providing the functionalities described in Section 2.

You are solely responsible for your User Content and the consequences of uploading, submitting, posting, or otherwise making it available through the Service. You represent and warrant that you have all necessary rights, licenses, consents, and permissions to share your User Content on the Service and that your User Content does not violate the rights of any third party or any applicable laws or regulations.

Kephi LLC does not endorse any User Content and is not responsible or liable for any User Content, including its accuracy, legality, or appropriateness. We reserve the right to remove or disable access to any User Content at our sole discretion, without notice, if we believe it violates these Terms or is otherwise objectionable.

Regarding data retention, we will retain your User Content for as long as your account is active or as needed to provide you with the Service. Please refer to our Privacy Policy for detailed information about our data retention practices, including how you can manage or delete your User Content and our policies on data deletion upon account termination.

6. Intellectual Property:

The contractif.ai Service, including all software, source code, object code, databases, functionality, website design, audio, video, text, photographs, graphics, user interfaces, the “look and feel” of the Service, and all other content provided by us in connection with the Service (excluding User Content) (“Our Content”), as well as the trademarks, service marks, and logos associated with contractif.ai (“Our Marks”), are owned by or licensed to Kephi LLC and are protected by copyright, trademark, and other intellectual property laws in the United States, Belgium, the European Union, the United Kingdom, Australia, Switzerland, New Zealand, and other jurisdictions where the Service is made available.

Subject to your compliance with these Terms, Kephi LLC grants you a limited, non-exclusive, non-transferable, revocable license to access and use Our Content solely for the purpose of using the Service as intended and in accordance with these Terms. This license does not grant you any ownership rights or intellectual property rights in or to Our Content or Our Marks.

You agree not to, and not to attempt to, copy, reproduce, modify, create derivative works from, distribute, publicly display or perform, sublicense, transfer, sell, lease, transmit, or otherwise exploit Our Content or Our Marks, in whole or in part, except as expressly permitted by these Terms or with our prior written consent. You shall not reverse engineer, decompile, or disassemble any part of the Service or Our Content, except to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation in your specific jurisdiction.

“contractif.ai” and all related logos are trademarks of Kephi LLC in the United States and potentially other jurisdictions. You may not use Our Marks in any way that is likely to cause confusion or that disparages or discredits us.

7. Acceptable Use Policy:

By accessing or using the Service, you agree to comply with the following acceptable use guidelines. You are solely responsible for your conduct and the content you upload, create, share, or otherwise make available through the Service.

You agree not to:

7.1 Use the Service for any illegal purpose or in violation of any applicable laws or regulations, including but not limited to intellectual property laws, data privacy laws, and export control laws.

7.2 Upload, share, or create User Content that infringes upon the copyright, trademarks, patents, trade secrets, or other intellectual property rights of any third party.

7.3 Engage in any conduct that is unlawful, harassing, abusive, threatening, discriminatory, defamatory, libelous, slanderous, or invasive of another’s privacy.

7.4 Transmit any unsolicited or unauthorized advertising, promotional materials, “spam,” “chain letters,” or any other form of solicitation.

7.5 Upload or distribute any viruses, worms, Trojan horses, corrupted files, hoaxes, or other harmful software or code that may damage, disable, overburden, or impair the Service or any other user’s systems.

7.6 Attempt to interfere with, disrupt, or gain unauthorized access to the Service, its servers, networks, or other users’ accounts, including by attempting to bypass any security measures.

7.7 Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity.

7.8 Use any automated means, including but not limited to bots, spiders, scrapers, to access, collect, or harvest data from the Service without our express written permission.

7.9 Use the Service in a manner that could damage, disable, overburden, or impair the Service or interfere with any other party’s use and enjoyment of the Service.

7.10 Violate any other provision of these Terms.

We reserve the right to investigate any suspected violations of this Acceptable Use Policy and to take appropriate action, including but not limited to suspending or terminating your account and reporting such activity to law enforcement authorities, as we deem necessary.

8. Privacy:

Your privacy is important to us. Our collection, use, and disclosure of your personal data in connection with your use of the Service are described in our Privacy Policy, which is incorporated into these Terms by reference. Please review our Privacy Policy carefully to understand our practices. You can find our Privacy Policy at https://contractif.ai/privacy-policy/ .  

The Privacy Policy explains, among other things:

• The types of personal data we may collect from you.
• How we use your personal data.
• The circumstances under which we may disclose your personal data to third parties.
• The measures we take to secure your personal data.  
• Your rights regarding your personal data, including how to access, correct, or delete it.

By agreeing to these Terms, you also acknowledge that you have read and understood our Privacy Policy.

9. Disclaimer of Warranties:

THE SERVICE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS 1 OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. 3 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, 4 KEPHI LLC DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, REGARDING THE SERVICE, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF TITLE, ACCURACY, COMPLETENESS, RELIABILITY, TIMELINESS, OR THAT THE SERVICE WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, OR THAT DEFECTS WILL BE CORRECTED.

WE DO NOT WARRANT THAT THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS OR THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE EFFECTIVE, ACCURATE, OR RELIABLE. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE USER CONTENT OR THE CONTENT OF ANY THIRD-PARTY WEBSITES OR SERVICES LINKED TO THE SERVICE.

Specifically, we do not warrant that the current functionalities of the Service, such as collaborative document creation and management, or any future features, including contract analysis, will be legally sound, accurate, or sufficient for your specific needs. Any information or results provided through the Service are for informational purposes only and should not be considered legal advice. You are solely responsible for ensuring that your contracts comply with all applicable laws and regulations and should consult with a legal professional for advice tailored to your situation.

10. Limitation of Liability:

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL KEPHI LLC, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT KEPHI LLC HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.  

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE AGGREGATE LIABILITY OF KEPHI LLC TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID TO KEPHI LLC FOR THE SERVICE IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR ONE HUNDRED UNITED STATES DOLLARS (USD $100.00), WHICHEVER IS GREATER. IF YOU HAVE NOT PAID KEPHI LLC FOR THE SERVICE, THE AGGREGATE LIABILITY OF KEPHI LLC TO YOU SHALL BE LIMITED TO ONE HUNDRED UNITED STATES DOLLARS (USD $100.00).  

THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN YOU AND KEPHI LLC.  

Some jurisdictions do not allow the exclusion or limitation of certain types of liability. In such jurisdictions, our liability will be limited to the greatest extent permitted by applicable law. Nothing in these Terms shall exclude or limit our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law.

11. Indemnification:

You agree to indemnify, defend, and hold harmless Kephi LLC, its affiliates, officers, directors, employees, agents, suppliers, and licensors from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to: (a) your use of the Service; (b) your User Content; (c) your breach of these Terms; (d) your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property, or privacy right; or (e) your violation of any applicable laws, rules, regulations, codes, statutes, ordinances, or orders of any governmental or quasi-governmental authorities.  

Kephi LLC reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will fully cooperate with Kephi LLC in asserting any available defenses. You agree not to settle any matter subject to this indemnification without the prior written consent of Kephi LLC.

12. Termination:

Termination by You: You may terminate your account and stop using the Service at any time through your account settings within the Service or by contacting us as provided in Section 15.

Termination by Kephi LLC: We reserve the right to suspend or terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately. Reasons for termination may include, but are not limited to: (a) your breach of these Terms; (b) your failure to pay any applicable fees; (c) your engagement in illegal or fraudulent activities; (d) an extended period of inactivity; (e) the discontinuation of the Service or any part thereof; or (f) any other reason that we deem necessary in our sole discretion.  

Effects of Termination: Upon termination of your account, your right to access and use the Service will immediately cease. We may, but are not obligated to, retain your User Content in accordance with our data retention policies as outlined in our Privacy Policy. Any outstanding payment obligations incurred prior to termination will remain in effect. Sections 6 (Intellectual Property), 9 (Disclaimer of Warranties), 10 (Limitation of Liability), 11 (Indemnification), and 13 (Governing Law and Dispute Resolution), as well as any other provisions that by their nature should survive termination, shall survive the termination of these Terms.

13. Governing Law and Dispute Resolution:

These Terms and your relationship with Kephi LLC shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles.

Any legal suit, action, or proceeding arising out of or relating to these Terms or the Service shall be instituted exclusively in the state or federal courts located in Delaware, and you irrevocably submit to the personal jurisdiction of such courts for the purpose of litigating all such disputes. You waive any objection to venue in any such court.  

Dispute Resolution:

(a) Negotiation: In the event of any dispute, claim, or controversy arising out of or relating to these Terms or the Service, the parties shall first attempt to resolve the dispute through direct, good-faith negotiation. This negotiation shall commence upon written notice by one party to the other of the existence of such dispute and shall continue until such time as the parties reach a resolution or one party determines in good faith that further negotiation is no longer productive.

(b) Mediation (Optional): If the parties are unable to resolve the dispute through negotiation, either party may elect to pursue mediation. The parties shall mutually agree upon a suitable mediator and the rules for the mediation. The costs of the mediation shall be shared equally by the parties.

(c) Litigation: If the dispute is not resolved through negotiation or mediation (if elected), then either party shall be free to initiate legal proceedings in the state or federal courts located in Delaware, as specified above.

(d) Injunctive Relief: Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of its intellectual property rights or other proprietary rights, without first resorting to the negotiation or mediation procedures set forth in this Section.

14. Modifications to the Terms:

Kephi LLC reserves the right to modify or update these Terms at any time in its sole discretion. If we make material changes to these Terms, we will endeavor to provide you with notice, such as by posting the updated Terms on our website, within the Service, or by sending you an email notification to the email address associated with your account. The date of the latest revision will be indicated at the top of these Terms.  

All changes will become effective as of the date they are posted or as otherwise specified in the notification. By continuing to access or use the Service after the effective date of any modified Terms, you agree to be bound by the updated Terms. It is your responsibility to review these Terms periodically for any changes. If you do not agree to the modified Terms, you must stop using the Service.

15. Contact Information:

If you have any questions, concerns, or feedback regarding the Service or these Terms, please contact us at:

Email: wedoreply@contractifai.com

Mailing Address: Kephi LLC, 1111B Governors Avenue, STE 26426, Dover DE19904

Website: https://contractif.ai/ 

16. General Provisions:

(a) Entire Agreement: These Terms constitute the entire agreement between you and Kephi LLC concerning the Service and supersede all prior or contemporaneous communications and proposals, whether oral or written, between you and Kephi LLC with respect to the Service.  

(b) Severability: If any provision of these Terms is held to be invalid or unenforceable, such provision will be enforced to the maximum extent permitted by law, and the remaining provisions of these Terms will continue in full force and effect.  

(c) Waiver: The failure of Kephi LLC to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by Kephi LLC.  

(d) Assignment: You may not assign or transfer these Terms or any of your rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of Kephi LLC. Kephi LLC may assign or transfer these Terms, in whole or in part, without your consent.  

(e) Notices: Any notices or other communications provided by Kephi LLC under these Terms, including those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the Service. For notices made by e-mail, the date of receipt will be deemed the date on which such notice is transmitted.  

(f) No Agency: No agency, partnership, joint venture, employee-employer, or franchisor-franchisee relationship is intended or created by these Terms.  

(g) Headings: The section headings in these Terms are for convenience only and have no legal or contractual effect.